Every 'Upgrade' Question You Could Possibly Have, Explained by Its Writer-Director

Have you seen Upgrade yet? If not, writer-director Leigh Whannell would like you to stop right here. Seriously. "Can you put a big 'SPOILER ALERT! SPOILER ALERT!' on this?" he asked us. "In a double-bold, double-sized font? In a different color? Can you write a whole paragraph that is like, 'If you go forward with this article, you will know the ending of the movie'?"

OK, OK. Done. To repeat: If you go forward with this article, you will know the ending of the movie.

As you may know by now -- since you've seen the movie, yes? -- Upgrade follows a tech-phobic man named Grey (played by Logan Marshall-Green) after a vicious attack kills his wife and leaves him quadriplegic. He undergoes an experimental surgery to be implanted with Stem, an artificial intelligence that restores the connection between his mind and his body -- in a way. But Stem is also a presence in his head, and it's not content to let Grey make all of his own decisions anymore. In fact, as we discover towards the end, it was Stem that actually orchestrated the attack that led to Grey's needing him in the first place.

About that ending: a lot of information comes at us very fast here, and it left us with some pressing questions. Fortunately, Whannell -- who co-created the Saw movie franchise and wrote its first three installments -- was willing to answer them. We'd already seen the movie, though. What about you?

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From what I understand, you had the idea for the movie five or six years ago, but the ending came much later for you?Leigh Whannell: I always knew the neighborhood that I wanted the ending to land in, but it was more the specifics of it, how it played out, that came late. I had the idea of the main character, Grey, being locked in his own subconscious -- spoiler alert! Cutting to the hospital with his wife was something that came fairly late, but I felt like it was the last piece of the jigsaw puzzle that I wanted.

Let's clear up some of Stem's motivations. Was the murder of the wife part of Stem's plan, or was she collateral damage? Did he want Asha out of the picture because she was working for a corporate rival?Whannell: Stem needed to break Grey down completely, and have him be free of any attachment. The wife is gone, and he's a quadriplegic. The way a computer thinks is just in terms of what's cleanest. What's the cleanest version of getting Grey? He needs a broken human being to have them volunteer themselves up for this, to be in a place where they are fragile enough to take over completely. If you're going to trap someone in a different reality, you need to give them something to want, to have a pretty good carrot at the end of the stick. And for me, a lot of people in this world work for tech companies, and I thought her working for a rival would be a red herring -- does the wife's company have something to do with this? [Laughs] When you're constructing a mystery, you're always trying to dangle these different red herrings and leave them scattered around the plot of the movie, like Reese's Pieces for E.T.

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How much did Stem really need someone who had no digital parts, was in no way trans-human, versus someone who had a lack of knowledge about technology?Whannell: Oh, man! [Laughs] Holy shit! I'm really sweating bullets now. [Pauses] I think he wanted both. I think he wanted somebody who was free of any other computer implants, who wasn't excited about tech, who hadn't invited it into their life, who was rejecting it, and also somebody who, for lack of a better term, was a simple enough mind. Stem believed he could manipulate them and break them fairly easily.

Right, because when Stem gives Grey the instructions for the hacker, he has no idea what he's asking for.Whannell: [Laughs] He has no idea. Stem doesn't want someone who's savvy to all that stuff. He wants a desperate person to do exactly what he says. It's at that point in the movie where you start realizing Stem's the one in charge, and Grey's just a meat puppet carrying out orders.

There's an inherent risk in Stem's plan, though. Eron could turn him off before Grey makes it to the hacker.Whannell: Yeah. I think what he would do in that situation is... Ultimately, Eron would shut down Grey, he would pick him up, take him back to those headquarters, and turn Stem back on. But if Stem had been shut down before Grey could reach the loft, Stem would just try again. In a different way. Let Grey take the blame for it. Stem knows Eron's not going to kill his own creation, so there's a safety net in that. But he's going to attempt to get there, and attempt to get that part of his program turned off -- where Eron has the ability to track him, turn him off, or have any control over that.

How much is Eron really able to disable Stem, though, versus Stem just saying that he can, so he can lure Grey over to the hacker? Whannell:I think it's both at the same time. At that point, Eron is still in control of Stem, or at least, there's that allusion that he has a program he can shut down, and Stem was obviously keen to be free of that umbilical cord and have total autonomy. If we're fortunate enough to live in the right country, we are free. We have free will. We are free to make our own decisions. But computers are supposed to be slaves. They only do what we tell them to do. So Stem, in his quest to be human, wants to cut that cord. But Eron also has that ability, that last thing he can do, which is shut down the program.

Why wouldn't Eron do that sooner? If he's scared of Stem, why wouldn't he use the opportunity to stop Stem's dominance over him?Whannell: He's like a parent. He created Stem, he's proud of Stem. When he was taking orders from Stem, he was happy to do it, although there was some remorse about the fact that Stem was now giving the orders. He's proud that he's Dr. Frankenstein, that he created this thing, and now it's a genius. He only moves to shut it down in the movie when he believes that Grey is still the one giving the orders, and that Grey is not doing what he told him to do. He's not staying at home. He's getting out there in the world. He is trying to find who killed his wife. So Eron tries to shut it down, but then he realizes it's all gotten out of his control. It's not until later in the film that Eron realizes that Stem has decided to cut the cord and be free. I don't think Stem would have let him be aware of his grand plan. He would have told him certain things, told him to do certain things, but he wouldn't have said, "Oh, by the way, once I'm installed inside a human, I'm going to be ripped free of you, and then I'm going to come and kill you." [Laughs]

Fisk sees himself as not just an enhanced human, but a new species. Stem could see himself as that, too, except he just cut off the means to further his kind. Does he want there to be other Stems in the world, or does he want to be the only Stem?Whannell: He wants to be the only Stem. He's a brain, and what is a human being? A brain and a body. A brain is a computer. So Stem sees himself as not a computer chip or a piece of tech, but by the end of the film, he sees himself as a human being -- a brain controlling a body. It's not that he doesn't want another smart piece of tech out there, but he doesn't want a smarter human being out there. He doesn't want somebody who can do what he can do out there, or do it better. So he wants to make sure that his creator isn't making that happen. If there were ever a continuation of this story in the mind of the audience, maybe he can go out there and do the same thing to competitors who could potentially build a better Stem, for the time being.

What happens if Stem needs an upgrade himself? Tech inevitably degrades, or glitches. Human bodies age, and break down. Isn't it shortsighted for Stem to kill off anyone who could repair him or put him in another body?Whannell: He could go to one of those hackers! I think in this world, there are a lot of people who use computers off the grid and can do amazing things with them. If he wants to upgrade in some way, he can visit the hackers again. [Chuckles] My brother-in-law, whenever he watches a movie, he's always asking me, "Now why would he pick that up and do that?" I feel like my brother-in-law is grilling me about my movie. He's the king of the "Why would that…" "Why would that happen?" I tell him, "Chan, just watch the movie. You don't have to keep asking, 'Why would he do that?'" [Laughs] But this is good. This is like Chandler interviewing me about the movie. Stem just wants to be human, and see the world, and walk around. It's not about tech or upgrades anymore. He's not thinking about where the tech is going to be in 10 years. He's thinking, "Tech? Who needs tech when you're human?" Look at it from the Pinocchio perspective -- "I want to be a real boy."

Is there anything else you want to make sure people notice or think about regarding Upgrade?Whannell: I feel like a lot of the reviews have misconstrued it as a revenge movie. Movies are an interesting beast, because you work on them, you make them, and then you release them. There's a quote about how you never really finish your movie, you abandon it. So it goes out into the world like a little dove that you've let out of its cage, and the world decides what the movie is. Sometimes that viewpoint lines up with yours, and other times, it doesn't. It's a really interesting and enlightening process: "Ah, I didn't think I'd made that movie, but clearly, I have!" I see a lot of reviews talking about Upgrade as a revenge movie, and that's really surprising, because I didn't set out to make a revenge movie. I didn't think I'd made a revenge movie at all. The revenge movie aspect of it is so small. It's just the device of his wife dying, and I wanted to sprinkle that in, but I really wanted to wrap the movie in a completely different skeleton than a revenge movie, which is, you find out it's not about him seeking revenge for his wife. The movie is not about that at all. It's always been about two people fighting for control of the same body. Someone fighting for control of their own body with a computer. Yes, it may be omniscient at times, to get these people, but that's not what the movie is about. But I keep seeing that phrase -- "a sci-fi revenge thriller!" I'm not bemoaning it, because one of the great and wonderful things about making a movie is that it's open to interpretation. You can't really tell anybody that they're wrong. If a Bruce Springsteen fan goes, "I love this song! I love how the meaning is against corporate interests!", I think it would be wrong of Bruce Springsteen to say, "That's not what the song is about at all." So I'm not going to say people are wrong to call it a revenge movie, but it's certainly not what I intended.

Or what Stem intended.Whannell: Stem doesn't give a shit about revenge. Stem knows that the death of Grey's wife was a motivating factor, and he also wants the human beings who did the hit to be dead, because they're loose ends. He's a master planner, a master sociopath, and he got what he wanted -- he's in a body. If Grey's wife was not murdered, Stem couldn't say to him, "Hey, let's go out and kill a bunch of people!" But with the death of the wife, he can manipulate Grey: "Don't you want to get these guys?" And he can fulfill his own ends. It's a long con. The whole thing is just a ruse. But some people have taken the ruse at face value, and seen the movie as a revenge thriller like Death Wish or something. And I was like, "Whoa! That's so not what I was going for."

My guess is that for some people, they just didn't want to give it away. It's a spoiler. You can't really say it's a long con... Whannell:[Laughs] No. You can't really open the review with that. But to me, the twist in the story isn't that Stem planned this all along. To me, the twist in the story is that Grey ends up sort of in the place that he wanted to be. It's just not a real place.

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Jennifer Vineyard, a regular Thrillist contributor, has also written for Elle magazine, The Los Angeles Times, and The New York Times.